iFeel Like a Third Wheel
by Angelic Guardian
Summary: After Carly shockingly discovers that Sam and Freddie are dating, it doesn't take long for her to start feeling left out. Oneshot. Sequel to iKnow Sam's Got the Hots for Freddie.


**Author's Note:** So, a bunch of people wanted me to continue iKnow Sam's Got the Hots for Freddie, and this is what I came up with. This oneshot mainly focuses on Carly trying to adjust to Sam and Freddie as a couple. I hope you like it. (Oh, and by the way, for the sake of the plot of this fic, the events of iOMG never happened.) Okay then, enjoy! :)

**Disclaimer:** iCarly © Dan Schneider

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><p><strong>iFeel Like a Third Wheel<strong>

* * *

><p>"In five, four, three, two…"<p>

"HEEEEE_EEEEYYYYY_!" Carly and Sam screamed in unison.

"Oh, hey."

"Hi."

"Yo."

"S'up."

_"Bonjour,_" the two girls said dramatically.

"Welcome to another exciting installment of…" Carly said, pausing so that Sam could jump in to scream with her, "…_iCARLY!"_

Sam pressed the button on her blue remote that made the sound of people enthusiastically cheering. She let go of it after a few seconds, which signaled Carly to begin.

"Okay, we're gonna kick things off tonight with an opening act from our special helper friend," Carly started, prompting Sam to continue.

"…everyone's favorite lovable meatloaf, Gibby!" the blonde finished.

Sam pressed the applause button on her remote once more as she started clapping along with Carly. They both stood aside as Gibby walked onto the set from backstage, waving at the camera with a huge grin on his face.

"Thanks for being here again, Gibby," Carly said happily.

"No prob," Gibby said. "It's not like I got anything better to do anyway. Normally on a night like this, I'd just be sitting at home in my bathroom, waxing the excess hair off my arms."

Both Carly and Sam's faces scrunched up in complete confusion, as well as in slight disgust, as they exchanged a brief glance.

"You _wax_ your arm hair?" Carly asked in disbelief, looking down to see that Gibby's arms were, in fact, completely hairless.

"I like having smooth forearms for the ladies," Gibby explained as he pointed at the camera and winked, flashing a smile that was far more creepy than it was alluring.

"Gross," Sam commented.

"Okay, well," Carly began awkwardly, attempting to change the subject, "now that we're done talking about Gibby's hairless forearms—"

"—which _no one_ needed to know about," Sam cut in.

"Gibby's gonna do what he's getting paid here to do," Carly said.

"You guys don't _pay_ me," Gibby protested.

"And let's keep it that way!" Sam said as she slapped a hand onto Gibby's shoulder.

Gibby frowned, although it didn't last very long as a tall glass of clear, light green liquid was suddenly thrust into his hands by Carly.

"Here you go," Carly said, before turning to look at the camera again. "Now watch as Gibby gargles this pickle juice while singing the National Anthem!"

"Let's just hope he doesn't flub up the lyrics like practically _every_ celebrity who's ever sung it before at the Super Bowl!" Sam said with a purposely overly-enthusiastic smile.

The two girls walked off camera then, each of them standing on either side of Freddie. He zoomed in just as Gibby brought the glass of pickle juice up to his lips and took a long sip. The hefty boy then tilted his head back and opened his mouth as wide as he physically could.

"G'ooohhh, sh'ay can g'you _sh'eeeeee_…" Gibby sang loudly, and slightly off-key, as the pickle juice bubbled inside his mouth.

Carly smiled as Gibby continued singing while gargling. She looked over at Sam to see if she was enjoying it too, and sure enough, there was a small smile playing across Sam's lips. Carly's smile widened as a result. She was happy to see that her best friend wasn't rolling her eyes and scoffing the way she usually did whenever Gibby had his little segments on the show.

As Carly turned her head forward to continue watching Gibby, she saw from the corner of her eye that Freddie had just shifted slightly away from her. It was extremely subtle, probably no more than an inch to the left, yet for whatever reason, it caught Carly's attention. Stealthily, she lowered her eyes to get a better look at him, and what she saw immediately caused her smile to drop and her eyes to widen in complete and absolute shock.

Sam's hand was hooked around Freddie's arm.

Carly did a double, triple, _quadruple _take, just to see if she was only imagining things, but the sight before her never changed. There was Freddie, holding his camera at a low angle near his waist, just like he always did, and there was Sam, who had her arm secretly slipped through the opening of Freddie's arm. Her hand rested gently on his wrist, and her fingers were moving back and forth in an extremely show, almost invisible motion.

"G'oer gl'e g'laaa-aand gl'of gl'a _freeeeeeee…_gl'and gl'a 'ome of gl'a…_'raaaaaave!"_

As Gibby gave his dramatic finish, Sam's arm unlinked from Freddie's, and just like that, the seemingly impossible moment that Carly almost could've sworn she was only imagining…was gone. Sam brought up both of her hands and started clapping her free hand against the one that was still holding her blue remote. Carly remained completely frozen, a look of shock permanently stuck on her face. It wasn't until Sam looked over at her that Carly's eyes widened and she jolted slightly, before she hastily brought her own hands up and joined in on the clapping.

"Nice job, Gib," Sam said as she walked back on camera. Carly stepped back in as well, now trying desperately to shake the shocked and confused feelings out of her system.

"Yeah, that was great, Gibby," Carly said, hoping there were no traces of weirdness in her voice that somebody would possibly be able to pick up on.

"Thanks," Gibby said. He raised the glass of pickle juice to his lips and drank from it once more, gulping it down in satisfaction before lowering it and pointing to the glass. "This pickle juice is _awesome_, by the way."

"Great, you can finish it. Now…get outta here, Gibby!" Sam said, nudging him on the shoulder.

Gibby walked off-set and headed backstage again, still drinking the pickle juice. After he was gone, Sam looked at Carly, who still had that same dumbstruck look on her face. It took a light jab in her side from Sam's elbow to finally get her to snap out of it.

"Oh! Uhhh…next on iCarly, Sam and I are going to show off our _amazing_ juggling skills!" Carly said, feigning enthusiasm, when on the inside, her mind was reeling with a million different thoughts and questions.

"And by amazing, we mean _terrible!_" Sam said to the camera with a huge smile on her face.

Carly watched absentmindedly as Freddie walked over to the basket of plastic Easter eggs that was sitting on the floor. He carefully picked it up with one hand before walking back over to Sam and holding his hand out towards her. As Sam took the basket from him, the two of them exchanged a grin. It lasted no longer than half a second, and if it were literally _any_ other two people in the world, Carly would think nothing of it.

But this was _Sam_ and _Freddie_, her two best friends, both of whom had hated each other with a passion for as long as she could remember. Carly knew both of them far too well to be dumb enough to think that the way they smiled at each other just now didn't mean _something._

"Thanks, Freddifer," Sam said in her usual condescending tone, snapping Carly back to reality as she looked over at Freddie to catch his reaction. He merely shook his head to himself, though the smile was still glued to his lips.

Carly's stomach swooped with a rising suspicion, and suddenly, she found herself unable to take it anymore.

"Sam," she said in an urgent tone, clearly catching her best friend off guard as the blonde looked up from the basket of brightly colored plastic eggs and stared at her in confusion. Carly blinked once, twice, staring at Sam with the same dumbfounded look she had earlier. "Uhh…sorry, everyone," the brunette said as she looked at the camera warily. "We have to take a short break. While we do, please enjoy this pre-recorded video of my big brother, Spencer, attempting to paint his own face using only his feet."

Carly looked over at Freddie desperately, hoping he'd get the hint. His eyebrows were furrowed together in obvious confusion, but to her relief, he walked over to his laptop and typed a few buttons. The video came up on the screen a moment later. It was Spencer, sitting on the couch with a paintbrush between his toes, his teeth digging furiously into his bottom lip and his face scrunched in frustration as he struggled to bring the blue paint-covered brush up to his face without using his hands. Freddie clicked off his camera and set it down on the cart next to his laptop.

"What's wrong?" he asked in concern as he walked back over to them.

"Why'd you make Freddie cut to one of our emergency videos?" Sam chimed in.

Carly looked at both of them, her eyes flickering from Sam to Freddie then back to Sam and back to Freddie again. Her lips were parted slightly, and the look on her face was probably one of the most serious looks she'd ever given them before. She swallowed as she felt her mouth beginning to go dry. After what felt like an eternity, she opened her mouth a bit wider, until finally, the burning question that had been on the tip of her tongue for the past minute or so now just spilled right out of her.

"Are you guys…_dating?"_

Both pairs of eyes immediately bulged like saucers as Freddie and Sam glanced awkwardly at one another. Their mouths fell open, though nothing but random and incoherent words came out.

"Well…"

"I…"

"We…"

"Uh…"

The longer they went on without answering her, the more certain Carly became about her speculation. She continued staring at each of them intently, until her gaze finally settled on Sam. A look of guilt slowly crossed Sam's face as she brought up her hand and sheepishly brushed a stray lock of her curly hair out of her face.

"A little," Sam weakly confessed.

Carly's world came crashing down in an instant then, leaving her feeling incredibly hollow inside. She exhaled heavily as she found herself slowly nodding her head in understanding.

"Carly…" Freddie started, taking in the hurt look on her face.

"We were gonna tell you, we swear!" Sam said defensively.

"Oh, really?" Carly suddenly snapped in a very un-Carlylike tone. "When, Sam? In like, 10 years, when you guys were married and having your first _child?"_

Before either of them could respond, Carly was already rushing angrily towards the door. She grabbed the doorknob and furiously flung the door open, bolting out of the room as she heard both Sam and Freddie calling out her name, begging her to come back so that they could explain.

But she didn't want to hear it.

* * *

><p>"I like juice…he likes juice…she likes juice…'cause we all like juice, hey!"<p>

Spencer sipped happily from his tall glass of grape juice as he sang a completely random, yet somehow oddly familiar old TV show tune to himself. He placed the glass down on the kitchen counter just as Carly came stomping down the staircase, muttering random gibberish to herself.

"Whoa, what's wrong, stompy?" Spencer asked, watching as Carly plopped herself down on the couch and folded her arms across her chest. "Aren't you guys in the middle of shooting your web show right now?"

Carly looked at Spencer. All the anger and hurt she was currently feeling must've been clearly showing on her face because the teasing look on Spencer's face immediately disappeared and was instead replaced with a look of deep worry.

"What's wrong?" Spencer repeated in a much more serious tone.

"Nothing," Carly lied, turning her head away from Spencer. "It's dumb. Don't worry about it."

"Carly," Spencer prodded in that stern older brother tone that he rarely ever used. "Come on, you—"

At that point, Carly just exploded.

"SAM AND FREDDIE ARE DATING!"

Spencer's eyes shot wide open then. He was lucky he wasn't drinking his grape juice at that moment, because he definitely would've spit it out all over the kitchen counter.

"_What?_" was all he could bring himself to ask.

"Uh huh," was all Carly said in return.

"Dating? They're _dating?_ As in kissy-kissy, lovey-dovey, hand-holdy_ dating?_"

"Yes, Spencer! What other type of dating is there?" Carly asked irately.

"All right, all right, I'm sorry!" Spencer said, holding up his hands. "I just can't believe it! I mean, this is _huge!_ Even more huge than when you found out that they kissed that one time!"

"I _know,_" Carly spat, briefly reminiscing about that time. They hadn't told her about _that_ either.

Well, Sam had _accidentally_ told her, but that was besides the point.

"I am just in total shock right now!" Spencer babbled on, immediately pulling Carly out of her thoughts.

"Yeah, well how do you think _I_ feel?" Carly shouted at him in frustration. "I mean, they—"

"Carly?"

"Carls?"

The girl in question turned her head to see both Sam and Freddie rushing down the staircase.

"Oh, what took you guys so long?" Carly asked in that same angry tone. "Were you too busy making out upstairs to come down sooner?"

"Whooooaaa, I bet they were!" Spencer said with an amused grin on his face.

The room fell completely silent as Carly, Sam and Freddie all turned their heads to glare at Spencer. He stared back at the three of them, his grin slowly fading.

"I'm sorry, I'll just… I'll go away now," he said sheepishly, picking up his grape juice from the counter. All three pairs of eyes followed him as he awkwardly walked out of the room and headed behind the wall that led to his bedroom.

Once they heard a door shut, Freddie and Sam slowly looked at Carly again. She remained seated on the couch, glancing between the two of them, but still refusing to say anything. She didn't want to talk to either one of them right now. After all, it was clear that they didn't want to tell _her_ everything.

"Look," Freddie suddenly said, breaking the deafening silence amongst the three of them, "we know you're really mad at us right now, and you have every right to be, but—"

"—but right now," Sam took over, "we all need to go upstairs, finish iCarly, and when we're done, the three of us are gonna sit down and talk. Okay?"

Carly still didn't budge. She just sat there, lost in her thoughts, growing more and more annoyed and hurt and upset and _angry_ by the second…but then, she started thinking about all the iCarly fans, who were probably all deeply confused as to why they'd been watching that stupid video of Spencer trying to paint his face with his foot for the past three and a half minutes or so now. Carly realized then just how immature she was acting, and even worse, that she was letting herself get so upset that it was standing in the way of their web show.

With new found determination, Carly uncrossed her arms and rose up from the couch.

"Okay," she finally said.

She looked at both Sam and Freddie to see relieved smiles spreading across their faces. Without another word, Carly walked around the couch, and the two of them eagerly followed behind her as she made her way back upstairs so that they could finish the show.

* * *

><p>"Well, that's it for tonight's iCarly," Carly said, acting like her usual cheerful self again. "'Til next time…"<p>

"Hug your refrigerator," Sam said.

"Wrestle a walrus."

"And braid your licorice."

"Peace!" Carly said as she gave a peace sign.

"See ya!" Sam said, waving.

"Bye!"

_"Au revoir!"_

"And we are…clear," Freddie said as he clicked off his camera.

"Good," Carly said, folding her arms over her chest once more. "Now you guys can finally explain yourselves."

She didn't really mean for it to come out so harshly, but apparently it did, judging by the way both Freddie and Sam seemed to just freeze up, before they awkwardly looked at one another for a moment. Carly simply stood there, waiting for one of them to speak up. Finally, after a while, Sam let out a deep sigh and turned to look at Carly.

"All right," Sam began. "Remember, a few days ago, when the two of us were sitting here, filling up all those Easter eggs with mashed potatoes for tonight's show?"

Carly's eyes began to widen a little bit, but she held her stance as she nodded her head in response.

"And remember when you had to leave to go save Spencer from that crazy old lady who was fighting with him over a box of Jell-O?" Sam went on.

"Lemon flavored Jell-O," Carly absentmindedly specified, still nodding.

"Well, after you left, I ended up falling asleep, and eventually Frednub walked in—"

"Hey!" Freddie suddenly interrupted her, "I thought you said you were gonna try your best _not_ to call me those dumb names anymore!"

Sam held up her hand as if to silence him.

"Give it time, baby, give it time," she said nonchalantly, which somehow caught Carly even more off guard than when she witnessed Sam's arm wrapped around Freddie's arm earlier. _Baby?_ "Anyway, after he woke me up, I stormed outta here to make myself a ham sandwich, and—"

"You're leaving out an important part of the story," Freddie informed her, which earned a scowl from Sam, prompting a slight bend of the head from him. Sam let out a groan.

"Fine," she said reluctantly. "So_ before_ I left to go get myself a sandwich, Freddie asked me what I'd been dreaming about, 'cause he heard me moaning in my sleep, and he asked if it was ham, so I said yeah, and then I suddenly had a craving for ham." She paused to take a breath. "So when I came back up here with my ham sandwich, Freddie started looking at me all weird, and I asked him, 'What up with that creepy look, Benson?' and he said something dorky like, 'You _weren't_ dreaming about ham, were you, Puckett?' and I was like, 'What the fudgeballs are you talking about?' and—"

"You said 'fudgemonkey,'" Freddie corrected her.

"Minor detail," Sam said, waving her hand dismissively. "Anyway, then he said, 'Tell me what you were _really_ dreaming about' and I stood there for a sec, still chewing on my delicious ham, before I swallowed and answered him, 'If I do, will you promise _not_ to freak out like a total loser?' and then he got confused for a minute and was like, 'Uh…sure?' and then I said, 'All right' and I tossed my ham sandwich on the floor and grabbed Fredwina and pulled him towards me and, well…"

"She devoured my face," Freddie finished for her.

"Oh, don't act like you didn't enjoy it," Sam said.

"I'm not saying I didn't _enjoy_ it," Freddie specified. "I'm just saying that you kissed me really…_enthusiastically_."

"Well, _you're_ the one who wanted to know what I was dreaming about so badly," Sam said, as though she were purposely looking to start an argument with him.

"That's because I already had an idea about what you were dreaming about _before_ you kissed me, remember? I even told you afterwards that I heard you mumble my name in your sleep…_twice,_" Freddie said, holding up two fingers.

Sam scoffed, but the look on her face was surprisingly anything but annoyed. She actually looked sort of…amused.

It was weird.

This whole thing was weird.

Really, really weird…

"Hey, Carly?" Freddie said, snapping the girl out of her thoughts.

"Huh?" she asked.

"You're not still mad, are you?" Freddie asked, and the room fell silent as both he and Sam stared at her expectantly. Carly looked between the two of them, feeling a knot twisting inside her stomach.

"I'm not _mad,_" she started, which of course she knew was a total lie. "I'm just…"

"…shocked?" Sam suggested.

"Well, yeah," Carly said. "Definitely shocked, for starters. Especially since you've made it very clear to everyone about how much you absolutely _hate_ Freddie." She paused there, studying the serious, and almost _guilty_ looking expression on Sam's face. She let out a sigh, before turning to look at Freddie. "And _you've _ made it very clear to everyone about how much you were totally _in love_ with me." She stopped for a moment, giving him a chance to say something, but as a few seconds of silence went by, she realized he wasn't about to speak anytime soon. Carly's tone softened a bit as she decided to add, "And, well, I guess I'm mostly just upset that you guys didn't think to just _tell_ me right away. I mean, we've already had this issue before, remember? Whatever happened to 'from now on, we all tell each other everything,' Sam?"

Sam averted her gaze from Carly then, fixing her eyes to stare down at the floor. For some reason, Carly's heart sank a little bit, because she could see from the look on Sam's face that she was obviously feeling guilty about this whole thing.

"Well…" Carly said, after letting out another small sigh, "I'll admit that this is gonna take me some _serious_ getting used to, but besides that…I'm actually really happy for you guys."

Those words seemed to perk Sam up a bit as she looked up at Carly again.

"Really?" Sam asked.

Carly nodded, forcing a small smile.

"Really."

And she watched as both Sam and Freddie breathed a huge sigh of relief. Carly smiled a bit wider, deciding that maybe this really _would_ be okay.

Although, that still didn't change the weird feeling she had in the pit of her stomach.

* * *

><p>"Oh, man, I still can't believe you actually said that to Miss Briggs, Sam!" Carly said in between a fit of giggles.<p>

Sam smirked proudly as the two of them strolled side-by-side, making their way through the hallway towards their lockers.

"Yeah, well, she should've known that wearing granny panties underneath a dress that everyone could see right through was _not_ a good idea."

The two of them stopped walking when they reached Sam's locker.

"You're just lucky she only gave you _one_ after school detention and not, like, forty," Carly said, letting out another soft chuckle as she added, "and by the way, you just said _panties._"

Sam shot Carly a warning glare, before she threw her locker door open.

"She only went easy on me because she knew I totally could've said something _a lot_ worse," Sam said, rummaging through her pile of ripped up papers and old bags of various different foods (mostly meat). She slammed her locker door shut a moment later, turning back to Carly. "Something like—ooh, wait, hold that thought, Carls."

Confused by Sam's sudden distraction, Carly turned her head to see what Sam was now making a sprint towards. When she saw who was walking over, Carly's previously happy mood was immediately squashed and instead replaced with mild annoyance.

"Hola, chickita," Freddie said, smirking at Sam in a boyishly cute way.

"I thought I told you to quit it with the random Spanish words, Fredricka," Sam said as she stopped in front of him. "It's dorky."

"I'll stop speaking my random Spanish words as soon as _you_ stop calling me those annoying nicknames," Freddie said, to which Sam rolled her eyes.

"I _told_ you, I'm working on it," she insisted.

"Hmm," Freddie said, arching an eyebrow. "Well, maybe _this_ will help bribe you a little bit…"

Thinking he was about to lean in and kiss Sam, Carly was preparing herself to turn away. Instead, though, she watched as Freddie slowly held out his hand that had been hiding behind his back. Sam looked down in confusion to see a cupcake with blue frosting and tiny bits of…_something_ (chocolate chips, maybe?) sprinkled across the top. Sam's face lit up as she eagerly took the cupcake from him and immediately took a hearty bite out of it.

"_Mmmmm_…mw'oh mw'y _Gw'od,_" she mumbled through a mouthful of cupcake and frosting. She took a moment to chew thoroughly, before she swallowed and pointed to the cupcake. "Are these _bacon bits_ sprinkled all over the top here?"

"You betcha," Freddie said with a smile. "So you like it?"

"_Like it?_" Sam echoed, sounding completely shocked. "Baby, Mama likes it so much, she's gonna give you one of _these._"

And before Carly had the chance to look away in time, Sam flung an arm around Freddie's neck and pulled him towards her, kissing him long and hard right on the lips. Carly's eyes immediately widened as she felt her cheeks flare up in embarrassment, or possibly in slight anger, she couldn't tell. Not wanting to see her two best friends full on making-out—right in the middle of the _hallway,_ for crying out loud—she turned her back to them and started heading in the opposite direction. She figured Sam wouldn't notice she had left, and Freddie probably hadn't even noticed that she'd been standing there this whole time to begin with.

After all, they were way too preoccupied at the moment to pay any attention to her.

* * *

><p>"Hey, babe, what's your password?"<p>

Carly nearly choked on the water she was drinking. Sam was calling him_ babe_ now?

"Pssh, I'm not telling you," Freddie said as he walked over to where Sam was standing, near his cart in the iCarly studio, where his laptop was. "Just 'cause we're dating now doesn't mean I can trust you _not_ to go snooping through all my files to find pics you can use to blackmail me with."

"Oh, come on, do you really think I'd waste my time searching through _all_ your files to find pics of you, and then secretly download them so I can go back and draw stuff on them and write in hilarious captions, all just so I can post them later on the internet to totally and completely humiliate you for my own personal amusement?"

"…_Yes,"_ Freddie said after a brief pause.

Sam let out an annoyed sigh.

"Please, there are _way_ more fun things I can be doing with my time besides making your life miserable."

"Oh, really? Like what?"

Something in the sly tone of Freddie's voice just now gave Carly a funny feeling that she somehow knew what was about to happen next.

"Hmm," Sam hummed, a mischievous smirk playing across her lips that matched Freddie's.

A moment later, Freddie was moving closer to her, and Sam was moving closer to him, until suddenly, she grabbed him by the collar and tugged him down into yet another heated kiss, which Carly knew would soon turn into yet _another_ long make-out session between the two of them if she didn't just put an end to it now. She felt that familiar rush of heat rising to her cheeks as she stared at them for only a second longer, before bringing up her hand and noisily coughing into it. Her two best friends jumped slightly as they immediately pulled apart, both turning their heads to look at Carly.

"Sorry, Carls," Sam said as her hands slipped off of Freddie's neck.

Freddie didn't say anything, probably because he didn't know _what_ to say. Carly didn't take offense to it though, because really, she was already far too used to these awkward moments by now. There was really nothing she could do about it either. It just always felt weird whenever the three of them were all alone like this, whether they were sitting around just hanging out, or even rehearsing for iCarly. Things just weren't the same now that Sam and Freddie were dating. The relaxed, friendly atmosphere was practically gone, and Carly had to admit that there was a not-so-tiny part of her that wished everything could just go back to the way it used to be.

"All right, come on, what's your password?" Sam prodded, bringing Carly out of her daze as she fixed her attention onto them once more. "Let's see, what's something dorky that only _you _would make your password…"

"Go ahead and try to guess," Freddie tested her, his arms now crossed over his chest. "You're never gonna figure it out."

"Hmm…is it something from Galaxy Wars?" Sam asked. "I bet it is. Something like, 'nugnugrules' or some lame chiz like that?"

Out of nowhere, Freddie's eyes widened drastically, and suddenly, he lunged at his laptop and grabbed it forcefully, just as Sam was about to make a reach for it. He held it protectively to his chest, eliciting a completely amused smile from Sam as she held back a laugh.

"What, is that it?" she asked.

"No," Freddie said, pausing for a moment, before quickly muttering, "Maybe."

He made a break for the door and rushed out of the room before Sam could stop him, but from the looks of it, she didn't seem like she was about to go chasing after him anyway. Sam shook her head to herself as she turned to Carly.

"Wow," Carly said, genuinely impressed. "Good guess."

Sam shrugged.

"I know him a lot better than he thinks I do," she said, which somehow only managed to make Carly feel weird again. She let out a deep breath.

"Listen, can we talk?"

"Sure, what's up?" Sam asked.

Carly absentmindedly reached up to brush a stray lock of her hair away from her face. Sam was watching her, waiting for her to say whatever it was that she wanted to say, but that was just the thing. She wasn't exactly sure _what_ she wanted to say. There was just so much on her mind lately, so many mixed feelings that she wasn't even sure what she could possibly do or say to make herself feel better.

"It's just that," the brunette found herself speaking. She paused, feeling frustrated. "I dunno, I guess…I guess I just kinda feel like lately things have been changing between us. And I don't just mean _us,_" she motioned with her hands between the two of them, "but I mean you, me _and_ Freddie."

"Different how?" Sam asked seriously. "The three of us all still hang out together, and yeah maybe me and Freddie gotta work on the whole _not_ eating each other's faces in front of you thing, 'cause I know it makes you feel uncomfortable, but I mean…it's not like we're totally _ignoring_ you or anything."

"I know, but it's still not the same, Sam," Carly said. "Half the time, the three of us aren't even together anyway, since you and Freddie are spending time with each other as boyfriend and girlfriend. Don't get me wrong, I get that you guys need your alone time, but I just…I _hate_ that everything's changing with us. I feel like I'm…_losing_ my two best friends."

She hadn't even realized the slight crack in her voice as she said that last statement, or that her eyes were suddenly starting to water, until Sam walked right up to her and pulled her into a tight hug. Carly broke then, finally releasing the pent up feelings that had been building up inside of her for the past several weeks now. She wrapped her arms around her best friend's back, burying her head against her shoulder as she just let out the tears that she hadn't even realized she'd been holding in. She could feel Sam rubbing her hand up and down her back, comforting her as much as she could.

"I'm sorry, Carly," Sam whispered as Carly sobbed quietly into her shirt. "I swear we didn't mean for this to happen. The last thing me and Freddie wanted was for you to feel left out like this."

Carly sniffled as she slowly pulled away from Sam. She wiped away a stray tear from her cheek.

"It's okay," she said softly.

"No, it's not," Sam said right away. "You're my best friend, Carls, and I hate seeing you so upset like this."

Carly didn't say anything. She simply continued wiping away the tears from underneath her eyes. While she did, Sam looked her over for a moment, as though thinking about something.

"C'mon, I'll make it up to you," Sam decided. "Let's go to the Groovy Smoothie. My treat."

"_Your_ treat?" Carly asked. She couldn't help but crack a smile at that.

"Well, okay, fine, _Freddie's_ treat," Sam specified. "After all, he's my boyfriend now, and the boyfriend always pays for _everything._"

"So…you're gonna 'borrow' money from Freddie so you can buy us smoothies?" Carly asked. "Well, I guess that's one thing that'll never change."

"Hey, watch it, Shay, or you won't get your delicious Strawberry Splat smoothie," Sam warned.

Carly just smiled. She decided then that everything would be okay, because she'd always have her two best friends by her side no matter what.

* * *

><p><strong>Author's Note:<strong> This oneshot was definitely a lot harder for me to write than my first _iCarly_ oneshot was, mostly 'cause I wanted to make it as realistic as possible regarding Carly's feelings about Sam and Freddie dating.

Anyway, since you just took the time to read this entire fic, I hope you wouldn't mind taking just a few more seconds to write a review. Pretty please? It would honestly mean a lot to me. :)

**Edit:** Aww, no one got my little _All That_ reference. That makes me feel old. XD


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